GUIDE TO THE MEMORANDUM OF INCORPORATION

Table F●●●●●●NON-ELIGIBLE AND DISQUALIFIED DIRECTORSThe Act sets out qualifications and disqualifications of Directors,(Section 69);Section 69 specifically states that a company may in its MOI imposeadditional grounds of ineligibility or disqualification on its directors, andset out minimum qualifications to be met by directors of that company;A person who becomes ineligible or disqualified while serving as adirector ceases to be entitled to continue to act as a director; (subjectto Section 70(2) –●●A person is ineligible if the person is –●●●●●●■■■■■■A juristic person;An unemancipated minor or under similar legal disability orDoes not satisfy any qualification set out in the MOI;The Act sets out disqualifications as follows:Section 69(8)(a):■■a person who has been declared a delinquent or a court hasprohibited that person to be a director (or member of a CC);Section 69(8)(b):1. an unrehabilitated insolvent;2. is prohibited in terms of any public regulation to be a director;3. any person removed from an office of trust because ofmisconduct involving dishonesty;4. any person convicted of offences involving fraud, theft, forgery,perjury;or an offence involving fraud, misrepresentation or dishonestyor in connection with the promotion, formation or managementof a company or under this Act, the Insolvency Act, CC’s Act,Competition Act, FICA, Security Services Act, Prevention andCompbating of Corruption Actitivies Act. [Draft regulation 39(4) –the prescribed minimum value of a fine upon conviction for certainoffences which would result in automatic disqualification as adirector as per 4 is R1000].The disqualifications listed in 3 and 4 will end at the later of 5 yearsafter the date of removal from office or the completion of any sentenceimposed for the relevant offence, or at the end of one or more extensionsas determined by a court.Note: on application, a court may exempt a person from the application ofany of the provisions listed in the block above [S69(8)(b)].44